


Depraving The Huntresses IV: Grimm Dawn

by Piddleyfangs



Series: Depraving The Huntresses: Monster Girl RWBY Corruption [4]
Category: RWBY
Genre: AU, Combat, Corruption, Empire Building, F/F, Futa, Futanari, Gender transformation, Other, Smut, TF, Transformation, Violence, world building
Language: English
Status: Completed
Published: 2016-04-03
Updated: 2016-04-03
Packaged: 2018-05-31 02:41:27
Rating: Explicit
Warnings: Graphic Depictions Of Violence, Major Character Death, Rape/Non-Con
Chapters: 2
Words: 18,251
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/6452251
Author URL: https://archiveofourown.org/users/Piddleyfangs/pseuds/Piddleyfangs
Summary: <blockquote class="userstuff">
              <p>The Semi-finale to the epic corruption series all about ruining RWBY so thoroughly, you just have to fap. Features plenty of higher level characters, and an epic conclusion you that will make you say "oh." </p><p>This time, I won't be revealing the transformations that occur~</p><p>Commissioned by: http://zetsumi-ravencroft.tumblr.com/</p>
            </blockquote>





	1. Main

 

 

This would be a night to remember. Jaune moved down the alley. He shivered from the chills of the night that ran through all his clothes. He squinted his eyes at the bright light of the fire he was approaching. The narrow alley he was journeying down was illuminated by the orange embers at the ends of the brick hall. Jaune walked carefully, holding his blade near. Sweat dripped right down his forehead, drips sticking to the bridge of his nose. He emerged out through the alley.  
  
That building used to be a bookstore. Jaune went through it more than a few times, having to grab books some classes suddenly needed. He and Pyrrha would walk together. No Nora, no Ruby, just her and he. Jaune backed away, stunned by the flaming husk of an airship. The metallic blimp was shivering, crumbling under its flames. One could make out that once there was a building there, the entrance still remained, the sign could still be made out. The corpses of airship and bookstore converged, forming a broken skeleton of black soot and plumes of inferno. The sight of it made the sword unsteady in his hand.  
  
Something moved amongst the embers. Jaune’s grip steadied. The woman was screaming, struggling between her human voice and the squeals of a cat. Her dress was torn to shreds around her breasts and crotch. Like ripped curtains in claw markings, her dress hung loosely around her swollen breasts that leaked milk. From her crotch, a massive dick throbbed. She looked up at Jaune, aware of him very lately, one eye feline, the other human. As soon as she saw him, a sudden surge of pain hit her, and her other eye went fully feline, and a pair of ears sprouted from her head.  
She came lunging forward, swiping her claws almost blindly. Muscle memory took hold, and Jaune jumped back, and quickly rolled to her left side. He was behind her, and had a firm footing. She gasped, aware at the last second how Jaune positioned. Quickly, he swept his sword at her legs, and had her down on her back. She passed out on the cobble floor, a puddle of white quickly forming, the force of the straight fall seemingly enough to force all of her that throbbed, to pour. Jaune grabbed her and tugged back down the alley, trying to find a place for her to be safe from the fiery corpse.  
God, where the hell was anyone? The Hunters were gathered somewhere else, and the guards were busy, and there were bots and Grimm everywhere! He’d been following guards for the longest time, trying to help, trying to find Pyrrha, but now he had no idea where they’d gone! They ran ahead suddenly, and there was a puff of smoke- Jaune felt at his left cheek, feeling the burn still sting. He could still see it, the airship suddenly making the street impassible. He hoped they were okay. He hoped the guards were okay.  
He stepped back down the alley into the streets. He was running out of directions to head. Fire blocked most of the main street, the alley way was clogged near the remnant of the store, and beyond that there were just alleys he could keep heading down. Something emerged out from one of the alleys, and he squinted through the heavy smoke in the air to try and grasp what it was. It was a group of people. They were wearing armor, and were carrying someone on a make shift gurney. Jaune opened his mouth, and coughed until he could speak. “H-hello?!” The group stopped moving and turned around.  
“Hey look, it’s a kid!” Someone moved forward slowly, keeping his rifle at his side. “You okay? Are you infected?”  
“Infected?” Jaune was out of it. He nearly forgot the woman in the back alley, the man who turned into a wolf, and the glimpse he caught of what he thought was Nora… Jaune looked at the man the group was carrying on the gurney. One of his arms was covered in black fur. “No, I’m not, but it looks like he is?”  
“He got hit.” The one man said. “We’re taking him back. W-we have to see if someone can help him. If you come with us, we can take you back to the academy. They’ve got a secondary shield up there. The city ain’t safe anymore, kid!”  
“Right.” Jaune nodded, moving forward. His knees felt wobbly, and the red on his face was starting to sting more noticeably. “What about the searches?”  
“Searches? Kid, those were called off forever ago.” The man said as the group started to move. “We can’t risk losing anyone else, especially with the infection. We’re moving back to hold down Beacon.” Jaune suddenly felt the man’s hand crash against his shoulder. He grabbed Jaune and tugged him. “Come on, hurry! We can’t have you slowing down, and if you can’t walk, well we don’t have anything left to carry you with.” He said, gesturing to the infected man on the gurney. Jaune didn’t even realize he was walking so slow. After that, he was staring down at his feet, noticing whenever he fell behind the group, and forced himself to speed up. He had to keep up. He had to.

 

 

In the deepest dredges of sewers, wading through the muck of society, a great force had gathered. Penny stood herself straight and tall as she could. Her thousand legs stood her up pretty well, so all that was left for the cute girl to do is keep her upper torso that wasn’t part of the insect lower body straight and erect. “You’ll do fine, Penny.” Friend said inside her head. Humble friend, her greatest ally. Friend was the one who guided her to where the Grimm Tree had washed up its seed, where she could gather it, and now she nursed inside her the first seeds of the new Grimm Tree, that shall grow inside Beacon. It was an appropriate place, for since it floats, the great roots of a new Grimm Tree will be able to grow down to the earth, creating a column of roots, connecting the hovering castle back down to the world.  
Penny was happy in her new role as the Seed Barer. Her large insectoid lower body was very capable of carrying a vast amount of seeds, and it was pretty nice she wasn’t expected to have to be a part of the combat. All the fighting was going to be left to her friends. Most of them were there down in the lowest layers of the sewer, gathering with the soldiers they were able to grab. Cinder and Blake were able to rally and gather together members of The White Fang, and convert the vast majority of them, as well the Grimm outside were waiting eagerly for the force field to get deactivated. As well, the monstrous women of the Grimm’s Harkening were all a single woman army in their own. Pyrrha, Yang, Weiss, Cinder, Emerald were all extremely powerful, and Ruby was scary amazing in a fight. Nora was a little rusty, but she could still fight well, and Velvet was still pretty impressive, capable of pulling off her weapon copying abilities.  
In the murky lair, Ruby rose and silenced the jabbering crowd. The silence came quickly, and Penny stood taller on her little stage she shared with Ruby, staring down at the army of White Fang. They were all lightly corrupted, turned monstrous just the same as they all had, though their potentials were less, and most landed as meager soldiers. To make them any mightier would be to over corrupt them, and turn them so monstrous they’d be unrecognizable. “You who have gathered, have been touched.” Ruby spoke. Her voice was lower, so much more monstrous. “You’ve felt the call of the Original Grimm, the core of an old monster. Our bodies have been cleansed of our faults. Humanity was the mistake, and Grimm-hood was the answer. Why the dog when one can be the Beowolf? Why the canary when there is the Nevermore?”  
The audience of soldiers stirred happily. Well, some of them were fucking. Penny grinned down at them, easily spotting sight of Nora getting tossed around a little. It made sense, Nora was still a little ball of energy, and her batteries needed cum to keep her going. Yang was on the stage, keeping her long scaly body coiled, trying not to pounce on someone she so badly wanted to pin to the floor and fuck. Penny felt some of those urges, but she was far more capable of avoiding the allure of them. Ruby grinned over her crowd, glancing over at Penny. “This here, is The Seed Bearer. Inside her, she hosts a Grimm Seed. Do not underestimate the important of what she hosts. A Grimm Seed takes years beyond measure to grow. Penny retrieved it perfectly well.” Ruby said of her friend. Penny’s cheeks blushed as Friend whispered in her head that she had done well.  
Ruby continued her speech. “Penny needs to take the seed deep into the center of the stronghold of the hunters. In there, lies a great force that will easily start the growth of the seed. However, I do not expect an easy battle. I am a former huntress, as are many of our members. It really makes me sad that some of my old friends will still hold on to their pale skins and naïve humanities. Their blood is weak, but their blades are sharp.” Ruby looked over to Cinder, who walked up on stage. She stood firm and tall, her clawed feet with in-grown natural high heels, ember armors of scales growing out amongst her body, from her legs, to her shoulders, her arms, her collar bone. She bore a marking of the Grimm Eye, an old mark from an order that first served The Grimm Tree, and she bore right on her chest. On her shoulder, a surprisingly light Emerald nested, her body shorter than it was originally, and covered in feathers around her legs.  
“We have scouted out the forces we must be prepared to oppose.” Cinder said. Despite now being on her side, Penny couldn’t help but have a feeling in another life, Cinder would have been a terrible foe to have. Cinder was able to dispose of several airships in a single blow. She was a much subtler woman before, but now she seemed more eager to burn and destroy, especially with Emerald becoming a much more capable scout. “No doubt, Winter Schnee plans on joining in proper with the forces on the ground-“ As Cinder spoke, Penny could see Weiss visibly shiver. Cinder went on, “As well, Ozpin and Glynda are still capable hunters in their own right. While we’ve done well in preparing our forces, we’ve given our foes more time to gather than I would have liked. As well, we have encountered an issue of some agents who have gone rogue.” Cinder turned over to Ruby.  
“Neo has taken a small force, and kinda went off without getting our consent to see some of the people in the city be turned into monsters like us. However delicious the panic she has created is, she has still helped to alert the foe to our powers. The enemy will not be surprised when their ranks turn on them, and they have a rescue force out and about now.” Ruby glanced over into the crowd. “With much insistence, I have granted Pyrrha the authority of leading a clean-up detail. She, along with Blake and Yang will go ahead of our main force, and focus on cleaning up the streets. Convert as many hunters and citizens as can be converted, and reinforce your own numbers with whatever it is that Neo now has.” Pyrrha rose to the front, grinning a broad smile. Her hooves clicked the whole way up, and she had her sword and shield on her back, though they seemed a bit twisted.  
“I look forward to meeting some old friends on the field.” She bowed before Ruby as well as Penny. Penny always had a good feeling about Pyrrha, and now as her new form, she felt so safe knowing someone so strong she was nearby and ready to fight for her. Pyrra gave Ruby a knowing look. “Old friends, especially Jaune.”  
“Jaune?” Ruby almost seemed surprised. She had nearly forgotten her first friend from Beacon. Her smile returned from her shocked expression, giving a knowing nod. “Oh, fair is fair, Jaune is all yours. You two have one more dance to attend.”  
“I thank you for this opportunity.” Pyrrha rose. Nora drew herself from the crowd, Blake emerged out, and Yang slivered over. With a gaggle of troops, the small group left the meeting room. Their special strike force had their orders, just to drum up reinforcements, and meet back up with the main force.  
“The rest of our strategy shall goes as follows.” Ruby said. “There will be two forces, The Seed and The Scythe. The Scythe shall go ahead, composed of the most aggressive, and fastest members. This group will be small and focused on fast combat dedicated to eliminating special interest groups and scouting ahead. Say Winter’s forces should figure out where The Seed Bearer is, and attempt an assassination for a speedy victory. Scythe will be just around the corner, snooping ahead to look out for such an attempt. Weiss and Cinder’s group will be dedicated to this team.  
“Then, there is The Seed team. Those in this team will be on a strict duty to protect it. White Fang, the majority of you shall be in this group. At all costs, Penny must be protected. We shall remain behind Scythe, who shall cut out the crops ahead so we may plant our seed. The Garden of Grimm waits ahead, friends. Let us see it through.” Ruby looked down with a feral look in her eye at her audience. They chanted, and in a fit of throwing out steam, Ruby threw herself at the first girl she saw. Penny gasped happily, giggling at just how urgent Ruby was about it! She watched on as Ruby bent a masked soldier over, planting her cock inside her unclaimed slit. She bulged around Ruby’s fat dog cock, her knot making the girl throw her head back and scream.  
The moans were met with a thousand more, Yang throwing herself down, Blake bending over for whatever she could find that was just as mutated as her. Some members even came forward and suckled at Penny’s tits, finding the sap that grew within her bio-mechanical fusion to taste sweetly of their darkest desires. Penny envied their ability to taste something as pure as the sap of a Grimm Seed. The people who drank from her would become stronger, and start to gain the old markings. Penny grinned, a faint little blush on her synthetic cheeks. The vines on her cheeks tickled her robotic mind, and Friend whispered in her head just how good it must feel. “It does, it does feel so good.” Penny cooed happily.  
She just let herself get lost in the cacophony of moans, and gorgeous creatures just getting lost in themselves. At some point, Weiss was between Ruby’s legs, sucking at that red dog knot she just loved so much. Penny nearly drooled with envy. She almost wanted to suck it too! Though, being sucked certainly felt good enough for now.

 

At some point, the rescue force was able to get in touch with someone. Jaune had listened during their breaks as they struggled to try and get their communicators to function. Beacon was having communication errors, probably caused on purpose by the monsters that were attacking. Everyone was nervous, and eyeing over at their friend on the stretcher, nervous that he may turn at any second. They had to get him to someone who could help him, or at least research what was happening to him to help other people. The path to their HQ was blocked, airships were falling like flies, and Beacon would be an even harder path to go towards. They were stuck.  
The whole Residential District was ablaze at this point, the flames from the wreckages spreading too quickly to counter. Jaune almost wished he didn’t leave the lockdown back at Beacon, but he couldn’t stand the idea that Pyrrha was out there without him, going through who knows what. Deep down, he knew what was happening to her, but he dare not think it. Instead, he kept his thoughts dancing back and forth towards his love for her, and how concerned he was for her, how badly he wanted to go find and rescue her. His heart ached bad enough to numb his knees, which meant he slowed down the group for a while.  
“C’mon, Jaune!” The commander said. By now, he had learned Jaune’s name very well, as he had to yell it every other block to keep him on track. Jaune couldn’t stand to stare at his current friends though, as they all had some blood on their armor. The whole group were all extra bloody at this point, a few beasts had to be slain to get this far. Most of them still looked mostly like human, but Jaune just told himself they were Grimm and it got easier to cut. Of course, whenever they could, they avoided a fight, the problem being they were not very agile with their friend on the stretcher. “If you don’t keep up, we will leave you behind!”  
“I’m sorry, I’m sorry!” Jaune knocked himself back out of his stupor. He couldn’t keep feeling sorry, he had to keep going. For Pyrrha. For Pyrrha…  
He couldn’t get it out of his head, the first person he killed. She was a monster, but also looked to be a person. She was turning into some sort of frog beast, with a massive cock and a long tongue. She was screaming like a human, and ribbiting out of her control. She lashed forward at the group, trying to pin someone down and rob them of their humanity. Jaune shrunk back, hiding further down the alley. The place was dark save for the glow of fire in the distance, the alley filled with trash cans knocked over, and fallen bricks sprinkled over the path. The frog woman hopped after one man, then the next, turning more and more green by the second. She lunged for Jaune, breaking bits of the nearby walls in her tackle. She tackled herself forward, not aware that Jaune was holding his blade straight and true. He wounded her. She gagged and gasped, her eyes staring down Jaune like fading moons, as the light vanished from her gaze. Her ability to stand mitigated, and she leaned on Jaune like a fallen tree. He shoved the former person, former monster aside, and let it fall into a heap with an assembly of shattered trash bags. Every time he closed his eyes, he could still feel her weight on him.  
Distracted, he had fallen behind again. He picked up his pace, looking over at his team. The man on gurney was starting to look less and less the man. He still had his armor and clothes on, though now it all fit in the wrong places. His chest plate gave no signs of what was obviously happening beneath, his baggy clothes were filled with fur, and extra filled around his hips and chest. The fur was further up his body, and his gasps sounded as un-like him as possible. Feminine. Monstrous. He was not he anymore.  
Down another alley, they turned. The main streets were either blocked by a crashed airship, debris, or a fight they couldn’t win. The longer the night went, the more darkness that seemed to roam the street more openly. One section of the street was covered in a gaggle of women turned to cat girls, though the clothes suggested that some of them were at some point male. Another, an especially massive monster blocked the path, busy sticking a dick as big as a castle tower up a quickly turning man. Whenever they could, they avoided a fight, especially considering they didn’t know what to do to begin with.  
They tried to deny it, but they were just wondering, trying to put off the inevitable with their friend. They kept reassuring the ailing man on the stretcher that he was going to be fine, but that was a blatant lie. Jaune wanted to stay optimistic, but he couldn’t keep his head high. Someone was transforming before his eyes, and all he could do was sit by and watch him turn. He couldn’t be brave and start cutting through crowds of people. They were just as much man as the man they were trying to save. And what else could they do? Really, what they were doing and just waiting for their friend to change, and then regretfully let him loose into the corrupt squalor, though that was too agonizing a truth to ever accept. They had to save him. So, they thought to bring him to Beacon, but even that was foolish. Jaune saw how thick the security was after Pyrrha went missing. It was decently relaxed before further students went missing, but now there was a guard to every door, and the front entrance was guarded by Gyldna herself.  
She was overseeing the quarantine, and was planning a foray out into the night to go rescue the missing members of Jaune and Coco’s team. Velvet, Nora, Pyrrha, gone without a trace. They even say that some other students from Cinder’s team went completely missing too. That, along with Ruby and Weiss and Yang and Blake and… It was too much. Glynda was hurt just as bad as anyone, if not more. And Coco wanted her own brand of revenge. But Jaune was foolish, he couldn’t wait to join forces with the team of the two stronger hunters. He was afraid they wouldn’t even let him go, that they’d think he was weak.  
“He’s getting up!” One of the men on the stretcher yelled. The other turned around, and the commander came to a halt. The man on the stretcher was moving, trying to sit himself up. “How are you feeling?” The soldier asked the ailing man.  
“H-horny…” He muttered, his unfeeling eyes looking over his friends. “Like, hornier than I’ve ever felt my whole life.”  
“Resist it.” The commander ordered, approaching his teammate, but not getting too close, noticing that his black furred arm was rather large. His arms were both a big bigger than they should be, breaking a clean body ratio to make him seem obscenely strong. The hair on his head was long and black now, and two ears sprouted right out of his head.  
“But…” He spoke with the voice of a woman. “I neeeed it…” She rubbed her pawed hands against the bulge in her uniform, toying with it. Her other paw came crashing down, and tore her armor plating and clothes from her chest, letting her pair of clean tits spill out. They were completely massive. The two holding the stretcher sounded near sobbing, and the one in the back started to let go. The gurney leaned towards him in a slope. They ran.  
They left him and the monster turned in the dust. Jaune was tugged along by the command, and the other soldier was running with them, leaving the last soldier to be molested by the transformed wolf girl. “Let me go!” Jaune yelled, shaking obscenely, his eyes filling with tears. He couldn’t believe they were just going to leave him. The commander didn’t say a thing, just tugged harder, and Jaune found it hard to disagree with the tugs. He had no idea what he would do if the commander let go. He certainly wouldn’t run back and try to save him. The infected soldier was too far gone, and the other person was about to be infected, and Jaune didn’t want to kill them.  
“Why why why…” Jaune caught his breath with the other two at a clearing. They had ran down the alleyway for what felt like hours. His pulse was racing, and his forehead was wet with sweat like a street runs wet in the rain. “Why did we leave them… Why…” The tinge of guilt was hard to hold for long. He was out of his mind, and found it hard to care about what had happened with the adrenaline still pushing him. He wanted to keep running, look for somewhere more to hide. They entered a bakery, the place long abandoned already. It reeked of cum and the unmistakable scent of blood. Iron and salt mixed murkily in the air, teasing with the remaining embers in the oven. Inside, for the first time, Jaune was finally somewhere where there was no fire to be seen for once. They were safe for a little a while, Jaune hopped.  
“Oh god.” The soldier muttered. “Oh god oh god… Jerry…”  
“We need to get moving fast. Gather your strength. Look for some water.” The commander ordered. The soldier moved over to behind the bakery counter, shakily searching for where some water would be stored. He moved with grief striking him, making his joints move little, and his body move slower. Jaune beat him to finding the sink in the back, and pouring out some water into a few bottles to share with them. Jaune hadn’t noticed how sore his throat was until he finally got his first swig of water in forever. His throat came alive with a deadly ache, something he’d trade for death. His throat felt numb and at fire all at once. The water felt like worthless trickles on his glassy throat, and it ached with a deep, stinging pain.  
They knew they had to keep moving. The soldiers they left behind would be distracted with themselves for a while, but that wouldn’t mean much if they spent even longer drinking water and shivering. Jaune still had something to keep moving forward for, he had to find Pyrrha. When he tried to stir his ally to move, he was unreachable. The commander considered leaving him behind, but Jaune just couldn’t accept that anymore. “He’s a friend! And we can save him! He isn’t infected, and he is still right here! I’m not losing anyone else tonight.” So they stayed long enough to get the soldier back on his feet. They began to move again.  
Out the door, back into the night of fire. They were getting close to this little café that was decisively close to the academy. Jaune had visited it a few times before back with Ruby and Weiss. Oh god, Weiss. Jaune didn’t want to think her either. Everyone he’d ever loved went missing from this terrible invasion. He entertained the horrible fantasy that possibly, somehow, they were tainted like the people were tonight. That the same thing that left Vale stricken was the force that claimed Ruby, Weiss, Yang, Blake, everyone, everyone. He couldn’t handle such a vision.  
“Jaune.” A voice called out to him. Jaune couldn’t believe what he saw.  
She wasn’t alone. There were people who looked like White Fang, and the others looked so familiar it left Jaune frozen. Pyrrha stood taller than she used to, and had two fat horse cocks a fair deal larger than anything Jaune would ever imagine on a girl. Pyrrha’s snake hairs were alive, slithering around and hissing at Jaune before emitting something that sounded like a reptilian purr, like maracas being shaken. Jaune held his breath, speaking suddenly. “No.” He it came out like a hit he shouldn’t commit, an act he dare not do.  
“Yes Jaune, it is me.” Pyrrha said, approaching slowly. Her hooves shook the stone floor. Jaune tried to back up, but he didn’t have it in him. A shot rang out, a warning blast at Pyrrha’s feet, fired by the commander.  
“For the love of- MOVE YOU IDIOT!” The commander yelled, blasting a few more shots near Pyrrha. He was knocked out by Nora smashing her hammer at him. Nora, oh Nora, she was unrecognizable. Light blue skin like thin water, wings from her back, a creak of robotic joints.  
“Heya, Jaune~!” Nora said, cheerier than usual. She was some synthetic version of her usual sweetness, to the point she sounded too sweat, too forced. “Sorry we have to get rid of your friends!” Blake came out of nowhere and captured the other soldier as he was trying to escape. She didn’t look quite normal either, somehow shorter, wider hipped, and had a cock to place in the man. Hovering a little above the group, Yang watched over them. Jaune didn’t get a good look at her, as he was quickly forced to look at Pyrrha.  
For Jaune felt a splatter across his face  
A splatter that came from Pyrrha. It stung his eyes with salt, and some of it caught on his tongue. He swallowed, turned, and ran. He was somehow able to break past Nora, distracted with her prey, past Blake who didn’t even turn to face him, past Yang, who couldn’t catch him before he made it back down, back into the bakery, and shaking her off down the alley.  
He knew Pyrrha would be coming. He knew she was coming, and it drove him nuts. He was still gagging on the taste in his mouth. Pyrrha’s taste. It was so wrong, what the hell happened to her?! And what was going to happen to him? He couldn’t even start to imagine it. Would he end up like the infected man the soldiers carried around? He couldn’t… He was scared. He shrunk further down the alleys, feeling a stirring in his gut.

 

Pyrrha escaped off to go chase down Jaune. With no sight of Neo yet, Yang kept her troops on their feet, and had the ones who didn’t go down the path with Pyrrha, follow her. Yang effortlessly hovered in the air, her slim draconic snake-like lower body slivering through the air like a kite. Yang mostly found it hard to think about anything that wasn’t sex, though tonight she was a bit more focused. She blinked her eyes, her heart pupils glimmering lowly in the night time sky.  
They should be meeting up with Neo soon. Ruby probably wouldn’t think it would be too bright for the group to be as split up as they were, but Pyrrha just had to go get Jaune, and Yang couldn’t afford to sit around and wait. A few new members had also joined their little fold, and were being broken in as they moved through the streets, a little fuck and go as they say. The former guards made for some pretty sex girls, and the already converted couldn’t keep their hands off them. Yang herself was guilty of swooping down once and pounding into some fat wolf booty. She just couldn’t help herself.  
The scent they were on was hot, and the path they went down was right. Neo appeared from a grate, materializing from the goop that waved up from the underground. Neo grinned happily, sticking her tongue out at Yang. “There ya are!” Yang grinned, wrapping her tail quickly around Neo, snapping her long scaly body out. She pulled her in, and gave her flavorful body a quick lick. “I’m going to have to pound you so fucking hard for punishment.” Neo gave a knowing grin and a little wink, trying to play her grin off like she had the innocence of a pup. “Oh don’t try and pull that on me.” Yang kept on with her playful tone, letting Neo off with as little as a meager slap on the wrist. “There is no escaping how hard your stupid slime ass is going to be destroyed. Now, where you able to recruit any troops?” Neo nodded. Yang released her, and followed after the slime girl. She led her down a sharp left turn up a hilled street, and through a building to where some of the White Fang were. There with some those turned White Fang, where also there were at least ten freshly turned members of the monstrous army, with the promise of plenty more still running amok to turn more to their side.  
Yang was very pleased. “You did well, despite being a little shit.” Yang gave Neo a pat on the head. They turned to leave the building, a soldier moving ahead. Suddenly, the black wolf woman was split in half, her body falling to timbers on the ground. Yang paused suddenly, halting like a semi-truck nailing the breaks.  
“Yang…” Raven spoke in a low voice. She stared up at Yang, her monstrous mask around her face. She grabbed the mask, and tossed it to the side, giving Yang another look at her mirror-image mother. “You go no further.” She warned, aiming her blade at Yang. Yang stared back at Neo and her troops.  
“Take them and run!” Yang growls, speaking in barks as the monstrous fury inside her was rising through her body up to her ears. She could hear the blood steaming in her head, making it hard to hear anything else but her heart pumping with adrenaline. “Raven!” Yang hisses, shooting forward. Her long dragon tail slithers behind her as she slivers after Raven. Raven’s blade crashed forward predictable, but Yang could deflect the blade with a quick punch. Raven gasped, dodging backwards quickly, avoiding Yang’s second fist flying forward to follow up.  
Fists flew forward, pushing Raven to the wall. When her back hit against the bricks, she rolled to the left as Yang’s fist collided with the wall, breaking the bricks. Raven leaped back, hit her feet against the wall, and leaped forward, created more space. Yang twisted quickly to catch sight of Raven behind her. Raven grumbled, her heart eyes threatening to turn red. She lunged forward, trying to dish out the punches again, but Raven kept dodging to the left and the right, moving as little of her body as needed. Her moves were never drastic, and she simple abstained her blade from strikes. She never went for any cheap blows, rather she was just simply trying to wear Yang out. She grew tired of that, and new that Raven would just meet the wall and vault off it again. Yang slivered back, firing off a few shotgun blasts from her corrupted fists to cover for her spacing. She breathed heavily, only realizing now the extent of how draining her barrage was.  
“Yang, what have you allowed to happen to you?” Raven asked, holding her blade steady in both hands, like it could fly out of her grasp at any moment. “This wasn’t the plan! This wasn’t how this was supposed to turn out.”  
“It is better this way.” Yang retorted. “This is better. We are no longer pawns! We’re free.”  
“You have only moved from chess to checkers. You are still a piece in a game. You are being controlled all the same, all the same.” Raven held the blade, with more sorrow to it now. She stared at the blade, seeing a reflection of herself, turned black and orange in the steel by night and fire. Yang came forward, enraged by the words. Raven tried to bring her blade forward and back, but the steel of her sword was taken off with her grasp, leaving Raven with only the base of the blade. Yang bent the steel in her gauntlets. Raven grinned, “You shan’t go quietly?” Raven reached to her sheath, revealing her true blade still awaited. Her red steel rose, a long powerful blade, that somehow was darker than the night, brighter than the stars. The red drew the eye, and it made Yang’s rage feel deeper than she even imagined rage could feel.  
Mist rolled in, the venomous breath of the night bloating out into the streets. Raven shot forward, slicing her blade, and showing just how quickly she wielded her blade. It was a heavier, much more massive of a sword, and yet she wielded it like it was lighter, slimmer, easier to wave. For every slash she gave out with the grey blade before, she dished out a second, a third, a parry, a stab forward, a dodge to the left, and a powerful uppercut that bit the stone floor with the shockwave of the slash.  
Yang moved like a bag in the air, moving her rather massive self through the air. Her tail lagged behind, meaning that Raven was making it a point to cut at it. She wasn’t paying attention as two monsters came slivering up. One was rather naga-ish in form, and the other was like a raven with arms bursting with feathers. They both earned some quick swipes at Raven. She turned to her right, to her left, cutting them both down. This was her chance.  
Crash! Raven’s back met the floor quickly. Yang held her down, pinning her to the floor. Her long dragon tail wrapped around Raven’s body, holding her down. Raven tried to retrieve her blade, but Yang reached it first. She ditched it to the side. “Hehehe… Y’know, through that whole fight, all I could think about,” Yang plies Raven’s clothes open, letting her chest stand free, covered only by her black and red lingerie bra, “is that maaaaan I know where my big fat tits come from now!” Yang giggled, admiring the tits in front of her, Yang’s own tits drowning a part of Raven’s body, though Yang’s tits were well enhanced past the point of natural. A perk of being a corrupted soul.  
Raven did her best to try and fight back. She was disgusted that this happened to her, and kept trying to spit or break free. Yang was just ripped the clothes off her prey, well entangled by her mighty body. “Oooh la la.” Yang grinned, quite liking how trimmed and fit Raven’s stomach was. “At this point, most girls would start to sag.” Yang’s heart shaped eyes glowed lightly as she stared over her mother’s frame, admiring her body as she was quickly rendered nude. Yang yanked her necklaces in a group forward, shattering the necklaces, letting the black beads roll away. Yang slid against Raven, and Raven’s eyes went wide when her absolute moment of defeat came. Yang slid right inside of her, making all sorts of bubbly grins as she saw Raven’s face mold from shocked, to disgusted, to painfully aroused, and back down the cycle. She had the face of someone who hadn’t had so much as a thought of sex in forever.  
“You can’t…” Raven protested. She still couldn’t believe she had let her guard drop so low, constantly squirming and losing her ability to focus, so clouded in her disbelief. Yang just plowed onward, eager to pump into her mother, drooling at the chance to completely ruin someone so powerful as Raven. Yang giggled, shocked at how easy it was. All it took was just that one mistake, that one simple mistake. “You’re ruining it all!” Raven protested. “Everything I’ve worked for, everything I-“  
“C-cumming!” Yang announced.  
“W-what?!” Raven’s eye’s widened, suddenly filled with clarity. She rambled no more. “Yang, pull out right now, don’t do this” She squirmed in the dragon girl’s grasp, nearly freeing an arm. Her hand slipped from her restraint, and she gripped onto Yang’s throat. The girl gasped for air, attempting to tug away from Raven. She nearly pulled out before she creamed inside Raven. Her white hot dragon cum poured out, most into her, the rest forming a puddle on the floor. Raven was free enough to slip away in a blur. She was on both feet, blade in hand, her body naked, her thighs coated. She eyed Yang nervously as the horny dragoness reoriented herself, her pink streaked bangs bouncing as she hovered back into place. “No…” Raven could already feel a stirring inside her. Her knees were wobbly, the floor felt like ice, and when she looked down it felt like the concrete was flying up to meet her.  
One knee fell, then the other. Raven was on her bare rear, grimacing from the cold stone on her pale rear. She took the other end of her blade, and shoved the handle into herself. She was trying to shovel it all out, the mounds of white corrupt goo that was in her. A big blob came out at first. Shoving it back in and out, she tugged another load out, but soon she wasn’t getting much more out, and all she may be achieving was pushing some of it further in. On her knees, she started to thrust her body forward, jerking it like some force was moving through her. She wailed, leaning her head back to just let loose loud feral moans. Her crotch contorted, and from the tip of her lower lips, a bulge grew out. It started small, only growing out longer, forming out red as blood. Barbed and terrible, it was demonic almost. It ended in a thick spike shape, a perfect draconic cock.  
She thrust the handle of her blade in and out harsher now, her free hand not busy pleasuring herself there was wrapped around her cock, braving the odd bumps and sharp hooks that could harm her palm. She was absorbed in it, her tongue stuck out, slowly splitting in two to make a perfect split tongue, long and serpentine. She was absorbed in how her body was morphed and twisted. Her legs merged together into a lower serpentine body just like Yang’s. Her breasts swelled forward to a massive size, just like Yang’s. Like daughter, must be the mother.  
Spewing out, Raven gasped out, trying to look like she hated it, but all she could manage was a big dumb panting grin, like a dog chasing a tennis ball. She cooed, high pitched and giggling, her voice trailing off like a mad woman. Her lower body was coated in black scales. Two wings grew out from her growing tail body, which at this point was as long as about seven feet, but it was only growing longer. Massive wings, with feathers of a variety of red and rainbows. Feathers grew out from the back of her head, growing in perfect place with the rest of her hair. She felt dimmer, but happier. The scales grew out on her shoulders, as well as on her chin, framing her pale body perfectly. “Yesssss~” She hissed, jerking her cock off harder. It didn’t stop growing, just getting longer. Her eyes were redder than usual, with slits down the centers. “Yesss, yessssss, oh my god yessssssssssss!” She hissed harder, her fangs showing from behind her lips. Yang couldn’t hold back much longer, and pounced atop Raven. Raven grinned, curling around Yang, their tails wrapping around like a knot in love. They humped against each other, until they couldn’t tell who was on top.

 

This was a night to be purified. Winter awaited in the streets, making sure her men capably assisted those who came to their checkpoint. It was a guard, made to help those devastated by the tragedy of the airship crashes and the beastly plague, as well as get a finger on the pulse of what was going on in the city. There was no way this was all coincidence. This was an attack, and this was when their people needed them the most.  
Winter had her best scouts out ahead, searching for any sign of what they all knew was coming. This was a day they had to be ready for, the day when The Grimm would no longer be some distant threat, some monster to slowly get hunters accustomed to. Ever since Weiss went missing, Winter had been getting ready. She was going to get her sister back, and see what it was that ruined a Schnee be undone.  
A group of security made it up to their blockade, and they were quickly processed. One of them were infected, and was escorted off with the hopes of having them tranquilized and made ready for the infirmary they were setting up. Along with the security, there were five people they rescued, who Winter was eager to have sent up to Beacon where they would be safe. The school was being guarded by Coco and Ozpin, and Glynda as well, though once Qrow showed up, her and Glynda would be taking Winter’s place. Winter intended to get to the heart of this issue.  
With Glynda and Qrow manning the checkpoint instead, and possibly widening the area of it to cast a broader net for catching survivors or attackers, Winter would lead the counter assault, hell bent on punishing the beasts that took her sister away. Formal disaster relief would be needed too. The security force in the city were caught off guard, and couldn’t possibly have been aware of how fast monstrosity spreads, and how fast the city would fall. Helping the city was going to prove tricky, especially since early infections could be hard to check unless people told the truth about if they were infected or not. On top of that, they’d probably have to focus on stunning and capturing, since these were people before. They’d need to figure out a better prison system too, until a cure was figured out. For now, she could care less about that. She just wanted to stop this onslaught that was coming, and figure out what happened to her sister.  
The night had dragged on until the moon was at the center of the sky when Qrow finally arrived. “Nice to see you manning your post so well.” Qrow grinned at Winter, of course that despicable man found a way to have some satisfied smirk in the middle a of tragedy. He even had his neck in a bottle, evident by the fact his cask was wide open, and his lips were taking their part in kissing the peak of the container, taking healthy swigs liberally. “Sorry we came a bit late, Glynda here wanted to make sure we weren’t leaving things in a sorry state.”  
“We have evacuation plans squared away for some of the students.” Glynda said, adjusting her glasses as she walked up to meet Qrow and winter. A vast array of soldier were behind her to strengthen the line. Winter was going to be taking most of her men with her, so it fell to whatever Beacon could still supply. “The city is no longer safe for them, hunter trainees or not. If Team RWBY, JNPR, and CNDR all fell to this plague, then I have no reason to assume even we have a chance.”  
“Relaaaax” Qrow insisted, stealing another swig of his drink between his sentences. Winter never felt quite so irked in her life, forced to listen to him babble and sip, and then babble again. “We’ll handle this. How hard could reversing a Grimm curse be? For now, do what you gotta, ice queen.” Qrow mushed Winter off like she was the nuisance.  
“Gladly.” Winter gestured, and her men were on her. Winter would see the night end with blood, with her sister back at her side, and with this whole place abandoned. We’ll take her home, we’ll bring her back. Father will keep her safe, and we’ll train at home, Winter thought. Hang on Weiss, I’ll be there soon. We’ll cure you if you’re infected, we’ll cut a path if you’re surrounded. I’ll do whatever it takes, I’ll do absolutely anything. With her men following behind her, she moved onward, down the street to face the horrors of the night.  
The march down the street would be a fairly inspiring moment. People arose from ashes and rubble to quickly join into Winter’s congregation. They came, begging for safety, some crawling, some scratching at the floor to move, but there were none who walked completely well. A man lumbered forward, with a massively maligned arm and leg, his left leg bloated with black fur and his feet swollen into paws. Winter panicked, and rose her hand. A flurry of shots fired off, and frightened the man back. “All infected, stay back!” Winter ordered. “We can only take the people who are not infected with us. Infected people, please remain where you are.” Some of the un-infected became a bit less willing to follow her, but she that didn’t matter. She had other issues to attend to.  
Down the streets, there were still some buildings on fire, scarring the night with wounds of orange, glowing and humming into the sky. The smoke was thick, pluming off from ghastly buildings, windows so consumed by fire they turned to look like eyes, watching the platoon move down through the streets. The troops nervously eyed every window, aimed their rifles down every alley, their flashlights shooting down the twists and turns to light places made dark by the fires. Shadows were everywhere, and it felt like they followed them wherever they went.  
A man appeared next to Winter, giving a salute to her. A scout she had sent out long ago, and one of her best. “What is your report, soldier?” Winter asked.  
“They’re on the move.” He replied. “Like, really, on the move. I-I think we’ve underestimaed what we’re up against.” This got Winter to raise a brow. She felt a sinking in her guy already.  
“How underestimated are we talking?”  
“There are at least two hundred from what I saw. So many they fill the streets when they move as a group. They are following a group of monsters they look like huntresses from Beacon, and the soldiers themselves seem to be White Fang members, only just as monsterous as their leaders.” His salute and stable standing seemed more shattered, like his shivering in the cold night was much clearer. “We don’t have much time. This is a force big enough to take down Beacon.”  
“Then we better stop them.” Winter said. She couldn’t show her fear for a second. She was trained for this. She was confident in her elite soldiers, and she herself, well, there was an old saying in the family. A single good Schnee can kill all she sees. It was a philosophy many people subscribed to, the hope that one good hunter could take care of one big swarm. “If you can, return to Beacon and warn them of what you’ve learned. God’s sake, they’re treating this like a flu outbreak and not a damn war.” Winter dismissed the scout, who was off at once to go warn the others. Winter ordered her men to organize, and head forward. Everything started falling apart from the side.  
They stood in a center plaza where four streets met. From the left side, there were screams in Winter’s unit, and from the right, gun fire. “They must have followed the scout.” Someone yelled. Winter twisted her head to the left and the right. Her force was being crushed from both sides by a sudden rush down of White Fang. Some of the troops were larger, some were just faster, and the worst of them were both. They crushed Winter’s force easily, squeezing them down, and bending over half the soldiers.  
Winter leaped up and picked a side. She shot forward like an icy comet, swinging her blade in wide crescent, cutting down a thick swatch of enemies. She plucked a Grimm-ridden White Fang from one of her bent over soldiers. She helped the soldier to his feet, the poor guy shivering, trying to wipe the white from his body. Winter couldn’t even wonder if he was infected as a massive beast came rushing forward, tentacles slashing forward, and a pair of massive antlers bucking forward. Winter dodged carefully to the left, and bounced her blade off the antlers. She focused her energies, and slashed her sword with a blue aura, cutting down the massive charging beast. She found her side was reorganizing, the ones who were still alive, but for every soldier she was getting back on their feet, she saw another soldier with white dripping between their legs, and a dazed look in their eyes, as the horror struck them. There were hands on her shoulders. She turned and saw the man she saved was now growing cat ears, thick terrible paws and arms, and had a lustful look in her eyes. Winter slashed her hands off, and kicked her away.  
“Siiister.” A voice called out to Winter. The voice made her shiver. Winter tracked the voice to the pack in front of her. The White Fang parted to let Winter see who was calling her. Winter was surrounded by a group of corrupted, and down the white see of monstrous women, Weiss emerged. Winter gasped weakly.  
“Weiss?” She gulped, trying to find her composure. “What happened to you…” Weiss was pale, with three fox tails shimmering behind her, two tall fox ears at the top of her head, and a plainly erect cock standing erect between her thin ears. Winter couldn’t let her emotions get in the way, she was surrounded by them. She found her footing more firmly, placing one foot in front of the other, staring down at her foes, holding her rapier in a way only someone so well trained could.  
“Weiss is better now, sis.” Weiss grinned. “And really, not to be rude, but you are getting in the way of Weiss now.” Weiss turned to her men. “I’m sorry, but you being an obstacle much longer won’t do us well. Ruby and her man are moving slow enough as is, but if you try and slow us down, well, that just won’t be any good.”  
“Don’t do this Weiss!” Winter groans, feeling like her head was numb. “Don’t make me do this.”  
“You won’t get the chance to do a thing to you, but Weiss is so excited for what I get to do to you~” Weiss grinned at her monsters. A wall of monster girls formed between Winter and Weiss. The pack that surrounded Winter were upon her all at once. She was fighting through them, slashing right and left to cut open a hole in the group where she would have enough time to cast a spell. A circle of blue formed around her, and she launched the group backwards from her, clearing a bigger pocket of soldiers, but her mood visibly fell on her face, seeing how hardly she moved any of the enemies that surrounded her. They all came back, and bashed against her.  
Scratches against her, beatings at her. She felt just as many claws as red hot cocks pushing against her clothes. She was in a cavern of cocks, poking at her cheeks and shoulders and legs. She screamed, and casted the same push spell again. They enemies fell back onto their backs, though the monster girls just barely out of range of her spell were rushing forward to replace the groups that fell. She focused on them, slashing and cutting, easily making them fall, save for the stronger ones. The ones with the thicker skin, and blades of their own. Winter slashed as hard as she could, and stabbed in uppercuts so as to avoid having to parry their blades. She was cutting a thick path at last, and was able to keep the push spell going, though her worries for her dust reserves was starting to grow.  
How much longer could she keep doing this? Her body felt the wear of the cycle. The dicks slapping against her, the claws trying to hold her down, the exhaustive retort of a spell to push away her foes, and the worthless counter attack. She wasn’t just fighting corrupt White Fang, but was also battling her own men, ruined and corrupted in the frenzy of the first attack. By about the fifth wave, a cock got shoved into her mouth. She didn’t even see where it came from. Some winged beast just came forward, and gushed down her lips, like it was warming up and jerking itself off so it would gush the first second it came in contact with lips. Winter screamed at the top of her lungs, and bashed the beast to the ground.  
Both hands were on her blade, and she was cutting as sloppily as she could, treating her rapier more as if it were a bastard sword. Oh god oh god I can feel it! Winter thought. I can feel it spreading in me… Her hands, finger tips, were just slowly starting to feel warm, and then cold, like the heat burned up her ability to feel warmth. Her whole body went cold, like a drop of blood never spread through her. She screamed as above her eyes, little slits opened up. Dark blue in coloration, Winter grew additional eyes. Both sides of her face grew four additional eyes, each of them dark blue, and lightly enhancing what Winter could see. No no no no! Get out of my head, leave me alone leave me alone! She hissed inhumanly, emitting a chittering screech. A hand knocked the blade out of her hands, and swept her off her feet. Winter fell onto her knees, staring up at the one who made her fall to her knees. Weiss.  
Weiss’s cock was there, just begging for attention. Winter tried to look away, but only her human eyes would obey. All eight of her spidery eyes just stared at that cock, even zoomed in lightly. No no no- Winter could feel her human eyes tingling. Over the white of her eyes, blue poured into them, like food coloring dropped into a glass of pure water – no no no no NO NO! Winter’s human eyes turned just as insect as her new ones, and stared at that fox cock.  
Her hands started to nervously reach forward to grab it, but Winter fought those feelings. She couldn’t let herself give in like this, she couldn’t allow it. She fought and fought, but started to feel something at her sides. The more she stared at that dick and refused herself the right to grab it, the more her sides stirred. Shooting out from her clothes, two new arms grew, one on each side. They quickly shot forward, and milked that cock for all it was worth. Her new arms were pale, with chitin armor, and pale white glove patterns on her arms and hands. Her new hands were much more eager to milk that dick in front of her, while her other hands turned corrupt as well.  
From her cheeks, two mandibles grew out, sharp grabbers extending out from her mouth. Her pale skin turned a pale blue, starting at her forehead and spreading across her face. Her clothes were being ripped from her by the other monster girls, each acting a bit more tender now that Winter was starting to look like one of them. I’m not one of them, she thought, I’m not one of them!  
Naked, she had a chance to see what was happening to the rest of her body. Her rear was swelling, and her legs were changing, becoming much more like a longer spider leg, with little spikes of icicles growing out from along her legs. Her lower body morphed and swelled, a thick ovipositioner growing out from her rear. Her lower body morphed into a spider body, with long icicle spider legs growing out from her. She even grew a huge spider cock from her lower body, long like a horse’s, but almost tentacle like in shape. She opened her mouth, and swallowed Weiss’s load, as she finished jerking off her sister. She proceeded to forcefully push Weiss onto her rear, and slip her spider dick inside her little sister.

 

How long had he been running? Jaune was losing count of the alleys he shrunk down. He had taken his chances to find breaks to breath and check his body for changes. He knew something had to be happening, since his head kept trying to force him to think about bending over for Pyrrha, taking her fat manhood inside his- He heard her coming though, and couldn’t stay put for long, back to running down the alleys, back to jumping over dumpsters and dodging bursts of fire and stone.  
It was just running, that was what his life was now. He wasn’t sure how much longer he could keep running, and even worse was that there was a part of his head that was wondering why he was even running! He should just stop running, and throw himself against her cock. He only got the slightest taste of her cum before, he might as well dive right in and get a real taste of that sweet- He shook his head. He knew he couldn’t let himself think like that. He ducked behind a dumpster, and took inventory on his body. If he found a rescue patrol, he could try and pass off as un-infected, so long as he didn’t look the part. He checked his chest, and though his nipples felt a little tender, he was completely fine there. He checked his rear, and it was certainly sizeable. He would have to pass off as just a pretty guy with a huge rear. His lashes were certainly longer, that much he could tell from the few glances he stole at his reflection in the windows. He didn’t have much longer though, the sound of Pyrrha’s hooves smashing the floor sent him back down.  
Swinging, he took a right turn to head up. The alley was on a hill, and while it would have been easier to just go down the hill, he needed to try and find Beacon, and he knew for a fact that most hills going upwards led where her was going. He could see the academy down the path he was headed, though the dark night sky filled with smoke and burning airships made it a bit harder to see. He ran up the hill, locking his knees down. His knees were aching oddly, and his shoes were creaking in ways he didn’t think shoes could creek.  
“Juaaaaane!” Pyrrha yelled. He turned, he had to, that voice just controlled his will. “Stop running. Jaune!” Pyrrha was so corrupt and gorgeous. He fell on his knees, ready to give up. He screamed, trying to fight his limbs that submitted to her voice.  
“No no no no no! Y-you’re not Pyrrha!” He threw himself forward into a roll, forcing his limp legs to react. His feet crashed down, and he was hobbling forward. The blood returned to his legs, and he was running anew. He was conquering the hill. Pyrrha came charging like a train. Jaune shot off to the right down an alley, easily getting out of the way of the steaming engine that was the massive Pyrrha. He made distance between him and the wider street, darting down, leaping over a fence, and rolling through the alley, dodging dumpsters and trash bags.  
The buildings down this alley were ablaze much more freshly. The fire was brighter, the smoke heavier. Jaune could hear other people around. Nervously, he found his blade. “T-this is probably literally the worst night of my life…” He mutters to himself, trying to find his nerves in his ramblings. “Your crush is a monster, your school is falling apart, Grimm invasion had a baby with zombie apocalypse, and you’re stuck in the middle of it, Jaune…” He held his sword nervously, turning over the corner. He was facing the main street again, staring up the hill, and watching the monsters march.  
It was a huge group of people he once could have recognized. Beyond the White Fang, there was a woman who looked like Ruby. She was taller, more menacing, and monstrous. She had paws for feet, and a scorpion tail and wings. There was even a girl who looked like Velvet, and even odder, the creature in the center of the congregation. She had a lower centipede body that was pretty huge and covered in moss and vines. Even odder, was how the group, even while marching, seemed to be constantly fucking. The centipede girl slung her vines into a White Fang, or stung another with her tail and grinned as the person she injected turned to dumbly fuck the first thing they saw. Ruby would bend over almost anyone. When she would pounce, the whole group would pause for about five minutes, and she’d cum and toss the person to the side. Only half of the people got up to join the group again. Jaune would guess there were at least two hundred people in total or so, but there were clearly much more, pouring down alleys.  
Coming down from a side alley, a girl that looked like Weiss (who looked quite fox like) emerged, with a nearly as large army, and a woman who looked like an older Weiss with the lower body of a spider. She had this chitinous corset around her waist that made Jaune stir, not to mention her decently large breasts, and her odd looking cock between her spidery legs. Jaune tried to swallow, but his throat was dry from the smoke he breathed, and the fire that bit at his skin with fiery nibbles. The air was so hot and squalid, he had to get out of there. He nervously scanned the group, waiting until they moved far enough away. He prepared to dart down into the main street, when he spotted her. Pyrrha was back.  
She had her own little group of soldiers she was bringing with her, some of them Jaune recognized as the soldiers who saved his life. They were all just a variety of horny monsters girls, licking at Pyrrha’s cock as they walked forward towards Ruby’s group. Jaune gasped, feeling his tongue hang. Just the sight of that big dick getting a good lick. He fell to his knees. He heard the echo of her voice in his head, humming like a song that he couldn’t get out. “Stop running, Jaune…” He wanted to stop running. He wanted to stop running so bad.  
He noticed his chest was much larger than before he stared at Ruby. It was growing painfully large, and his armor plating already snapped off his body. His shirt was not just getting stuffed by his growing breasts. As well, he could feel his face rearranging. The cum inside him must finally be accelerating, his lust reaching such a point pushing him. “No!” He groaned, rolling on the floor. His legs were freshly numb again, just remembering how Pyrrha commanded him was just as good as if she reissued the command. He squirmed on the ground, the rough floor ripping into his clothes all around. Pants ripped, and his new tail fell free. Back of shirt ripped, revealing his back. “There he is.” Jaune heard someone yell. He got on his feet somehow, and ran back down the alley. But he didn’t make it far.  
“Stop running, dammit!” Pyrrha ordered. Jaune’s feet stopped quickly, and he fell to his knees. Nervously, he turned to face Pyrrha, his eyes watering, as his body stopped fighting, and his head, well, in his thoughts, he just prepared. He had no choice anymore. He couldn’t disobey. She couldn’t disobey.  
Pyrrha shoved right down her throat, Jaune squirmed and shivered. She never imagined that this day would come, she never really teased the thought of sucking dick, though sucking Pyrrha’s dick made her heart soar. Pyrrha wasn’t so tender as Jaune’s thoughts. She was roughly thrusting forward, pounding to dominate her. Jaune’s eyes nervously scanned to the side at something she heard. Nora was walking behind her. “Focus, bitch!” Pyrrha pounded harder, proving that she could break her jaw if she didn’t quite like how Jaune was working. Jaune never looked away again. “I never heard of a girl named Jaune…” Pyrrha commented, a sick little grin on her face. Jaune loved that grin already. “Perhaps it is best changed to Joana?” Joana was a beautiful name for a girl.  
Nora stripped the rest of the clothes off of Joana’s changing body. She slid her porcelain fingers across her skin, feeling over how Joana’s body changed, making Joana aware of just how wide or thin she was. A slim waist, but hips that she was scared about fitting through a door, and wide thighs that she would never be able to fit into the tight pants she used to wear. She wanted to sob, but she couldn’t because dick was too good.  
The girl behind her pushed her rubbery, dildo cock right into Joana. Joana wasn’t sure how she felt about someone else besides Pyrrha fucking her, but Pyrrha didn’t say anything against Nora fucking her wide ass. Nora was much faster than Pyrrha’s fucking, and just came right in Joana’s ass lazily. Joana’s eyes went wide, feeling the cum oozing through her. She was changing faster now, her lust and loyalty combining with a fresher load of corruption inside of her. Her front legs were covered in fur that grew quickly. Her bubbly rear exploded backwards, growing out slowly into a centaur lower body.  
The fur that grew over her new lower body were covered in splotches of black fur, her horse tail flicking lazily behind her. Pyrrha shoved harsher in, filling her throat. Joana so often flinched and gagged during the whole process, but now she was more willingly throwing herself down against that dick. Down her corruptive path, she was becoming more receptive of these things. From atop of her lengthening hair, a pair of cow horns grew right out, short, stubby, and black. She even had a few cow spots in her long, flowing blonde hair.  
Below her original set of breasts, which as this point were massive breasts that could rival especially plump watermelons, a second row of breasts grew right out, quickly reaching the same size as the top row. She had herself a quad pack of breasts, each tipped with plump nipples, pink and begging to be tugged between a finger and a thumb, eager to leak milk in squirts. Pyrrha tugged her cock out, and exploded out her load, overwhelming Joana’s form. The cum rippled down her lips, plump and given a nice even coating of cum. The hot spunk drippled down across her chin, dripping down over her plump breasts.  
Pyrrha pressed her fingertip against Joana’s forehead. The cow girl flinched, feeling heat like the fires that have burned throughout the night. When Pyrrha took her finger back, a logo was etched upon the cowgirl’s forehead, marking her as Pyrrha’s. It felt good to have a nice symbol to remind everyone that she belonged to Pyrrha. Joana mooed contently. “Good girl.” Pyrrha replied, giving her a firm pet. The affection from Pyrrha felt better than anything else Joana had ever felt in her entire life.  
“Glad to see we have this one settled away.” Ruby said, walking forward to ascertain how well treated Joana was. Joana looked at Ruby with a puzzled look, some part of her still feeling that confusion at seeing one of her old friends in such a form. “If I may?” Ruby asked. Pyrrha nodded. Ruby shoved her cock inside Joana’s mouth. Joana wasn’t expecting such a forceful move, and nearly gagged. Ruby chuckled, shaking her head side to side. “Looks like you’re vomit boy all over again.”

 

“Bullshit I’ll stay put.” Coco spat her lollipop out of the helicopter as it took off. The flying vehicle ascended into the night sky. This night was already a disaster, but now it was a tragedy.  
Defending the city has failed. The better part of the population was converted, and every rescue team sent into the heart of the residential district was swallowed up by the enemy forces, and converted over to the other side. The plague was unstoppable, and the blame was easy to drown in. Everyone was throwing a fit, and saying who failed where. The only thing anyone could agree on was changing strategies over to evacuation. Once everyone left, and gathered the help of other people, they could come back and reclaim Beacon. Until then, everything was about to be lost. Qrow and Gylnda moved back to the academy, ready to defend the evacuation of the students and refugees they had gathered. Coco, on the other hand, couldn’t imagine sitting around and watching people escape while someone important to her was still out there. She was going back for Velvet.  
The helicopter, however, was forced to turn around. They hardly left the academy when a barrage of flying monsters flew past, following a fiery comet. The flying monsters all carried people in their grasps, and dropped them onto the floor of Beacon. Coco caught sight of something that looked like Velvet, someone down there back on the ground. “Turn it back, turn it back!” She yelled at the pilot. Coco groaned, readying her minigun. The action had changed, it wasn’t back on the ground anymore. They’re going faster than our wildest guess, Coco thought.  
When they got close enough, she leapt from the helicopter, guns blazing. She rolled forward onto the ground, aimed her gun and just started barraging on the enemies. She found her eyes caught staring at the figures she shot. They were pretty stinking hot. Everyone had some hot, well-formed chest, and hips that would probably look good dancing. Coco shook her head, stopping herself from losing her focus. She adjusted her glasses, and kept shooting, turning the barrel of her gun to aim at the nearest foe. She was keeping them back, but they were all just making a blind run for the academy. Coco turned to the sky and caught glimpses of the escape vessels taking flight, blasting across the sky. This isn’t just us defending their escape… Coco realized. This is our final stand. This is suicide.  
The beasts carrying the monster girls up were starting to get more massive, and were bringing in bigger groups. Coco turned from the current horde making a dash for the doors to try and blast bigger Nevermores that came flying in. She was able to focus her fire long enough on one to make the bird beast topple over, but that didn’t count for much. They just kept coming. She felt something then. A hand on her neck. Coco turned, bucking her barrel at whatever grabbed her. Velvet caught the gun in her hand.  
“Heya, Coco.” Velevet grinned, licking her lips. Coco gasped, tugging her gun back and spinning her barrels to aim at the succubus bunny.  
“V-Velvet?!”  
“Coco.” Velvet puts a single finger on the gun, and pushes it down. Coco weakly lets the gun lower. Velvet approaches, tracing her finger across the long barrel of the mini-gun, smiling seductively at Coco. Coco couldn’t help but hear Velvet’s feet click against the floor like high heels. She walked like a model. Her hips were wide, her breasts whorish, her frame overall just so much more stand-out-ish than Velvet was before, all the way down to the odd orange, ribbed cock between her legs. “Look how gorgeous I am, Coco. I’m not just some shun-in Faunus nerd anymore. Now I’m a baroness of the night.” She grinned, licking her buck teeth.  
“You have a dick…” Coco said, trying to think of something to say that would poke a hole in Velvet’s argument. She backed away, keeping the distance between them. Proximity might mean Velvet could spread the plague, the curse, she could turn Coco into whatever it was she was and Coco didn’t… she couldn’t… She was painfully aroused.  
“My naughty carrot~” Velvet grins, rolling her eyes playfully, and raising her brows at Coco. Coco noticed just how odd Velvet’s arms were. How they turned to slime at times. She suddenly shot them forward in a flurry of stabbing tendrils, and took out the two guards they were rushing to try and protect Coco. “Oooh Coco~” Velvet cooed, in the exact tone of voice it would take to make Coco just leak, make when her thighs rub against each other as she tried to back away feel how hot sticky and she was down there. “I know how bad you want this.” Velvet grins, gesturing to all the odd features on her body, and even her ears. “All of this.”  
“Velvet…” Coco was feeling like she was running out of space to back away, and her legs just felt so tired. It would be so much easier to just give in. “Give in, come on.” Velvet spoke like she knew what she was thinking. Coco felt so vulnerable. Her thoughts weren’t guarder, and her desires weren’t either. When her eyes scanned Velvet to her hips, Velvet exaggerated the movement of the hips. When her eyes went to her breasts, Velvet’s hands were already there, toying with her tits and moving them, watching the soft bundle bunch up around her arm, and then bounce back down to their original place. Coco dropped her gun, yet kept backing away. The enemies were rushing around her like a stream. They were breaking in. They practically already won. “Don’t I look so much better like this? I know you think so. You told me as much that night.”  
It was their secret. That night when Coco took a chance, when her libido was running high, and her feelings for Velvet just wouldn’t stop growing. They did so much and more, so many firsts for Velvet, and so many bests for Coco. Coco shared deep secrets she never would have told anyone, about how she was envious of Faunus, for their aesthetic appeal, for their natural abilities they may have over others, but mostly just for the pure carnal lust they could draw. When they fucked, Coco bit hard on Velvet’s ears more than anything. Velvet graced Coco’s cheek with her hands. Coco stopped backing away. Velvet slid her finger down Coco’s body like a box cutter, leaving a clean slit to slice down. When she drew her finger back, Coco’s clothes came apart in a clean cut.  
“You’re doing so good.” Velvet cooed, gently petting Coco on the head. Coco felt numb, and just let it happen to her. She was done fighting on the wrong side. She wanted to be a monster. “Don’t worry, I’ll make sure your new form is super attractive.” Velvet said, groping Coco’s breasts, spreading her fingers far apart and arching them across her mounds. Coco gasped, her body becoming suddenly so sensitive. It’s because I’m so excited… Coco thought, her mouth opening wide to gasp for breath as the anxiety worked its magic on her.  
Coco bent over easily. Velvet slid right in, sticking her unique cock easily inside. Coco was already miserably wet. Coco moved forward, finding a wall to smash her hands against to support her as Velvet smashed into her. Velvet was oddly nice about corruptively fucking her closest friend. She rubbed Coco’s shoulders, and worked out all the stress she was feeling, and drew little circles and symbols into Coco’s skin with her dark slime fingers. It felt like cold ice turning over to hot oils, but no matter how much it burnt it never hurt. It was just the warmth.  
Moans started to come out of Coco’s mouth. Lovely screams that Velvet never could imagine Coco making. The most desperate the squeals, the most whorish appeals for more. They just came out of her mouth with very little resistance. “Make me a monster~” She moaned. “Please, make me a monster!”  
“I’ll make you the best monster.” Velvet assured Coco, edging nearer and nearer to the seed that would plant Coco’s monsterhood. “I’ll make certain you are the biggest monster of them all.” That pleased Coco, and put her mind at ease. Humanity was a losing battle, and what she never was truly fighting for anyways. All this night, she didn’t give a damn about humans, all she cared about was Velvet. And here Velvet was, sealing the deal, to make sure they would be together. Forever.  
Velvet came in a torrent equal parts dark slime and cum. The Grimm magic worked wonders on Coco. Coco could tell right away that this was a monumental change about to occur, something Velvet played a big part in. She instantly felt bound to Velvet, deeper than she ever had. It was a logical conclusion to her feelings that she should become a part of Velvet to some extent. A familiar to her. Coco faced Velvet, trying to hide her nerves, and the bunny succubus drew a slimy symbol on Coco’s chest. It hardened into her like a tattoo. It was of a heart. The heart she drew pulsated a dim glow, and Coco’s chest grew forward in response. Her tits swelled, soliciting moans from Coco until both were a fair deal larger than before. She played with them, teasing the nipples between her fingers. It’s so good, she thought, nearly drooling from how fantastic it felt.  
On Coco’s left shoulder, she grew a head. A might sort of pauldron. It grew out aquatic, squid like. And on her right, she grew something of a dragon head. A grimace of scales and fire. Coco groaned in pain and pleasure until the two forces became difficult to differentiate. From Coco’s hair, two long tentacles grew out from either side of her hair, her ears elongated a little to end in pointed tips. Her new squid tentacles from her hair flopped idly before lightly hovering. Around her wrists and ankles, little spirals of fire slid out from her skin, spinning around her in flickering embers. From her back, a pair of mighty wings grow, draconic, mighty and tall. And from her growing rear, a twin pair of snakes tails grow, seemingly the snake twins to the squid tentacles that slid out from her head. Her hips widened, and her feet grew into hooves in just the right shape to give Coco a surprisingly fashionable gait to her walk, standing as if in high heels. Cat ears of fire sprouted from her head, and from her right; a black horn, and from her left; a purple. She closed her eyes. When she opened them, one was a heart, one was a star, and both looked up at Velvet.  
“Looking good.” Velvet grinned, slipping a finger between Coco’s legs. Coco grew out a mighty cock, long like a horse’s, barbed like a cat’s, and draconic in ways that only the ridges and tip could be attributed. Velvet seemed excited by the cock, giving it a lick, showing how her spit steams on the cock. Coco grinned, liking that almost immediately. Coco knew who she was now. A familiar to Velvet. She was a being reborn from her magic, her manipulation, and so willingly was she that she was rewarded with such a beautifully customized form. She leant down, and planted a kiss on Velvet’s lips. For the longest time, they kissed, mashing lips, slipping their tongues against each other. Coco never felt so complete than when she was kissing her. They were a duo. The duality of them was undeniable. Coco was another part of Velvet, and how amazing it felt. And how good did she looked. She took whorish proportions and seized them, made them tall and strong. She took the monsterous looks of a Grimm, of a monster girl, and made them fashionable. She took hell, and made it hot again.

 

It was just him and Glynda. Qrow never really saw this as how things would end. Maybe deep down he hoped it wouldn’t all come down to a Grimma invasion, thought never in his wildest dreams he expected for a Grimma invasion to be made worse with some sort of shitty plague. The people they were trying to protect were becoming the monsters they were trying to defeat. Everyone was becoming some sort of warped monstrosity of what they once were. Qrow held his scythe.  
It was some great hall where he stood, quietly waiting for the enemies. There was a horde just ahead of him, and five bodies at his feet. Defeat for now, possibly dead, he was beyond caring. This was the end of the world. Qrow scanned his eyes across the horde he faced in the mighty inner halls of Beacon. He was looking for one of his relatives. Yang? He knew he might see her. Ruby? He prayed he wouldn’t have to see what they did to sweet innocent Ruby. All he saw now were faces that meant nothing to him, easy to cut down, easy to beat and pummel. “Hmph…” He snuck a swig of his drink.  
The horde ahead of him was unmoving, unfeeling. They were just waiting. Waiting for a bigger monster to come who could handle Qrow, or waiting for even more to come so they could overwhelm him. He wouldn’t let them by. What he was really worried about, though, was Glynda.  
…  
Glynda met some old friends at the messhall. It near the front, and to get to some of the deeper halls of Beacon quicker, many would head through it. There, Gylnda met four students who once upon a time were the future of humanity. They were up and coming, and each had potential. Glynda sat, staring forward as Ruby, Weiss, Blake, and Yang emerged into the hall, pausing when they noticed Glynda. “When you first came to this academy, I had my doubts. However, in my heart of hearts, I believed in each and every one of you. It was my goal to see you all reach your goals, rise to your true potential, and become the saviors this world needs.  
“But now… Ruby… This is such a dark day that I have to bury my students.” Gylnda rose her chair, and aimed her wand. “This is your last chance. Turn back now. Do not meddle in these affairs. You are children, and you do not understand the world you are about to ruin.”  
“I appreciate the offer,” Ruby said, ever more sounding like the mighty commander she was rising to be. “However, we decline. This is a world we are making better, and you and whatever hunters are behind you, are the last hurdles in the way of a better world.” And they went forward. Weiss was the swiftest and was nearly upon Glynda. Glynda waved her wand and sent Weiss flying back against the wall. She flung her with no restraint, and could break bones. She rose a table, and smacked the oncoming Yang to the side. Blake was almost swifter than everyone else. Glynda bolted into the air, and made a bundle of tables slap against each other, making a cage to contain Blake in. Glynda landed atop the tables, just in time to see Ruby coming. She waved her wand, lifting Ruby, and sent her flying to the side, though Ruby just bounced off against the wall she hit, and came flying back like a rocket.  
With a dodge to the right, Glynda slid down from the table mountain she constructed. Ruby slapped against the wall, crumbling a part of the wall. Glynda caught sight of Weiss coming back and dodged to the right. This time, she threw her harder, right out a window. She summoned the shattered glass, and threw it at the oncoming Yang, slapping the shards into her skin. Yang flaunted her tail, using her thick scles of her tail as armor. Glynda gasped, running out of air from fighting one on four. She caught eye of Blake escaping her prison in the corner of her eye, and just re-conjured the tables to reform the cage.  
Ruby bent Glynda over. Glynda’s wand fell from her hand, and her clothes were ripped from her body. She screamed, her screams muffled by Yang stuffing her cock in her mouth. Ruby took her from behind with both of her dog cocks. Her ass and cunt were stuffed, and Ruby fucked her like all that mattered was planting the seed. Both girls came inside Glynda, leaving her gagging and gasping. The girls backed away, watching Glynda shrivel on the floor. The naked woman reached for her wand, trying to aim it, but her sight was going blurry, and her body was morphing.  
She fell to her knees, as her legs merged. Her lower body turned serpentine. Her pale upper body grew a corset of scales, and her hands were covered in long gloves made of scales. She screamed, humping up into the air as twin serpent cocks grew out from her. “Stop it! No pleaaasssssse.” She hissed, her tongue becoming forked. She looked nervously back and forth as her hair turned into gel. Her ears grew long and elf like, the back of her head grew a serpentine hood, like a king cobra. She gasps, her breasts as large as melons, her body a long serpents, her head poked forward with horns that made a perfect crown shape. She hissed quietly, purring in a reptilian language. She wraps into a ball, and lets Ruby take a seat in her coil. They slithered down the hall, as Glynda, the new throne of the Grimma, led them straight to Qrow. Penny waddled behind, keeping up with them, and the rest of the army kept pace to guard them as they went towards their final challenge.

…  
And so Qrow was the last. He stayed at his side, staring down the foes that surrounded him in that hollow chamber. Should he move, the bottle neck of the room, the hallway into the final chamber, will be open, and the monstrous floods will rush forward and destroy the final defense, and it will all be over. Qrow knew that his allies have already surrendered. Coco was far too willing to rush out to her death, Glynda seemed nearly suicidal about this mission, and was more than prepared to go rush down her former students and surrender her life, as some final dedication to the students she worked so hard to raise, and Ozpin stayed by the side of the maiden, pretending that his only purpose now is to stare the only thing that matters down, and hope that the students he sent out would make it and survive, perhaps even come back with the cure to Grimma-hood, and revive Beacon. Qrow had no such hope.  
This was the moment, to him. He could stop this, he knew. He’d just have to slay the leaders, the ones who were calling the shots and knew how to finish the mission, and the horde will fall part. Most armies formed over the course of a single night tend to crumble if a leader so much as doubts themselves for a second, let alone if the leader is defeated. Qrow had a hunch who the leader was, so his glare down at the horde turned emotionless, cold. He resented it came to this, and just thinking about who he might have to battle… It was venomous on his nerves. He was trembling, but hid it well by how he stood, how hard he held his scythe, ready to swing it at any second.  
The herd fell to the side, forming a hall of monstrous visages to let the leaders through. Ruby walked forward, her furry legs clashing against the floor with terrible energy, both of her dog cocks swaying and erect, one still beaded with slick cum dripping across the floor. She was clearly excited for the fight ahead. Qrow scoffed, showing not how he felt about fighting Ruby. He’d have no choice in this battle. This was just the end. “Ruby…” Qrow grinned, turning his eyes back and forth amongst the crowd, showing that he noticed how the crowd dispersed for her, how their eyes looked on her lustfully, respectfully. “I see you’ve really made a place for yourself.”  
“I have, uncle.” Ruby gave the quickest flash of an old grin she used to always give yet again, nearly looking innocent once more. “They’ve accepted me as a queen because of my potential.” Ruby said, reaching a hand out to one of her monsterous girls, petting at the cat girl she grabbed’s ears, showing how she purred and trembled. “I have more power than them, and the natural potential for leadership. Everyone always said they saw that in me, I just had to stop being so awkward, follow my heart-“  
“You followed your heart alright, up until you tossed it in the dumpster.” Qrow still grinned, but he wasn’t smirking like an old friend, like the relative who helped Ruby learn how to hold a weapon. “You’re right, you were a good kid with a lot of potential, but you’ve let yourself fall apart a bit too eagerly. You’ve got one more chance, kid, and I know you have it in you to make a real choice. Turn back.” Qrow twisted his hands against the handle of his weapon, scoffing. “Tell all your friends, all these victims to turn back around, to stop this all. Only you have the power to stop this from turning into a blood bath. No one else can make this peaceful.”  
“We both know I won’t turn back.” Ruby said back, her little cheery tone vanished quickly, like her rule was fragile, something that was being challenged. Qrow cursed his luck, that maybe if he had talked with Ruby in privacy she would have accepted his proposal, but here in the attention of her crowd, of her army of monsters, she was pressured to act the part of the monster. Ruby wasn’t here, only the monster queen upstart, eager to earn her throne, and would stop at nothing short of murdering her uncle to earn her throne. “All my life, uncle, I’ve been awkward Ruby, stupid Ruby. I was powerless, and I never realized how I was set up to fail until those nights ago, when I started to see what I was capable of. Cinder was planning on destroying this city, while I, I will preserve it. I will overcome humanity.” She growled, reaching behind her back to wield Crescent Rose, her signature red blade was covered in black blood, etched out as runes and symbols of the Grimm. Qrow prepared himself. As soon as the fight started, the horde would rush forward, sneak past him like the lowly monsters they were. This was the end.  
“I was afraid of this.” Qrow said. And they flew forward.  
Their blades met, both shooting forward in the dust of a shotgun blast left behind them at their feet. Their blades slid, Ruby quick to slide her blade back, aiming to be the speed in the battle. She ducked to the right and flung her blade forward, aiming to catch Qrow’s body in the curve of the blade. Qrow met his metal handle against the blade, spun out of the potential blade grip, and spun his blade over his head. The blade caught the furs at the top of Ruby’s head, the hairs falling to the floor. Ruby roared and swung her blade wildly, a flurry of shotgun blasts landing her vertical strikes blasting into the floor, leaving craters, or with an upwards burst of wind that struck the roof, making the dust of the roof fall to floor.  
Meeting blades in this raged state would just cause Qrow’s guard to break. Qrow caught sight of five monsters nearly making through the entrance, with the rest of the horde making it forward too. Qrow slide back to the entrance, swinging his blade in a wild, controlled torrent. His tornado of slinging scythe blade, slaying the first three, with the last two quickly getting dispatched with follow up attacks following the spin attack. Ruby rushed forward, thinking Qrow was weakened, but he wasn’t nearly winded from such an attack. Qrow countered the blow Ruby dealt, dodging to the right, and swiping at Ruby. Ruby flew to the left, her back meeting the stone wall. She gasped as the all the wind in her body was forced out quickly and suddenly.  
“You assume too much when you fight.” Qrow mocks. “You don’t have it in you to lead an army.” Ruby growls louder, summoning some rage that always seemed more like Yang. She rushed forward. Qrow aimed high again, in a bitter moment of retaliation he aimed for her neck. She dodged low enough, but he sliced one half of her ear, clean and small. A chuck of her right ear was scarred and missing. She screamed, and countered. Qrow dodged, but wasn’t expecting Weiss to tackle him. He was launched forward, and his knees were frozen to the ground. His arms and legs were bound to the floor in a prison of ice, leaving only his head free. Ruby approached, grin and cackling, Weiss following close behind. Behind them, Qrow could make out Penny, some centipede creature now, waddling forward, with her lower body glowing and steaming dark mystic smog. The Grimm Seed.  
Ruby’s cock went right in, and came even faster. Was she jerking herself off during the whole fight. While she came down Qrow’s throat, Weiss just watched eagerly. Ruby watched the tone melt from Qrow’s body. His eyes turned blue and ghastly, his skin pale blue, like a morbid fire. He felt his mind drain, clinging to some final thoughts. I failed, we failed… but failure feels good, doesn’t it? Damn, I at least wish I could have gotten one last swig before I went off… He coughed some of the cum out. Shit, never mind, I did get one last drink. I meant I’d rather have drank some booze… Oh well… Oh well…  
His body was thin, his chest swelled a fair deal. His hair was long and black, gothic in the cut, the straight bangs. His eyes were like swirls, hypnotic, glowing with faint hum of a fire. He giggled against his will, a single horn grew out from his, well, her head. She was some sort of Oni, a gothic sort. She giggled, and giggled, and drooled, wishing and begging for a taste of ale. “M-mistress… Just one drink, please.” She begged, in her new, giggly, horrible voice. Ruby granted her that drink, and left her there for just a bit longer. She would return to claim her prize in just a moment.

 

The chambers of the maiden were massive, shockingly wide. It came back together at the other end of the room, where the maiden and Ozpin awaited. Ruby could feel the chills of the running through her body, making her furs stand at end, and her usually quite erect pricks feel the slightest bit limp. This moment was long in the making, what felt like the longest time ever before. This was the moment of her empire. Behind her was her force, with all the people she had started to build this empire with. Yang, Weiss, Blake, Pyrrha, and even Cinder, who once was a secret foe she had never known of.  
Ruby could see her breath as she panted, clear as the fog in the rain. The chill felt supernatural, the room itself was basked in the light of unnatural hues of lights, and overwhelmed in the flushed glowing lights of the technology that kept the maiden breathing and living. The plan needed Cinder, and the dark secrets she knew to discover the maiden down beneath the school, the deep place where the tree of Grimm must grow. Penny was nearby, slithering along, chittering her feet across the floor, keeping up with the group as best as she could.  
“And what did you do to Qrow, Ruby?” Ozpin asked, sitting up straighter in his seat. Before he acted the part of the old man, seemingly nodding off in his seat, but now he was more aligned with the youth that shone in his eyes, his clear wrinkleless face. He spoke as if nothing was wrong, that Ruby was not the empress of the night, the rising darkest force there ever was, the orchestrator of the attack on Beacon.  
“I corrupted him.” Ruby replied, insulted. How dare Ozpin think he can fool Ruby. He should be offended! He should be yelling and screaming. If Ozpin at least tried to hurt Ruby, she would feel justified in raping him, turning him to some beast.  
“A shame.” He said, finally sounding negative in some light. Though, it was neither mournful or resentful, it was just disappointment. It was pity. He pitied Ruby. Ruby punched him in the cheek, making his head fly back, and his chair fall backwards. He gasped, nursing the side of his face as it reddened and the blood leaked from his lips. He steadily rose back up, and corrected his seat. “I had high hopes for you.” Ozpin said. Ruby had enough.  
Weiss, as ordered, muffled his voice with ice, and froze him to his seat. “I’ll grant you a pleasure, headmaster. To watch everything you’ve worked for slip away.” She growled. “You can watch the sunset, and the moon take its place.” Ruby gestured. Penny came forward.  
“Oh boy, Friend…” Penny said aloud, but mostly to herself. “It’s finally time.” Penny came close to the tube that kept the maiden suspended in the state between death and life. Penny giggled as she felt tingly. Her centipede body shot forward with a volley of tendrils of vines. They ripped into the glass. Penny crawled atop the tube, curling around it. Her lower body opened up, as if her whole body was one big mouth, and she filled the tube with her vines.  
The seed came out of her. It was massive, as large as a whole average person’s stomach. It pulsated, the coloration of it a dark earthly color, with glowing red runes, and black smog emitting from it, like a factory chimney. The seed slid in, merging into the maiden’s skin. The vines wrapped around her. For one moment, she awoke, and she screamed as she died, and was swallowed by the seed. Penny ran off, making room.  
The seed grew, with the woman suspended in the array of vines that grew. It started as a helix of dark green roots with that black smog spiraling. The maiden opened her mouth, and the smog came out of it, as well as her eyes and ears and nose. The tree grew thicker and thicker, bark starting to grow, covered in red markings, the markings of Grimm. The maiden was suspended in the tree, her plump breasts, the outline of her hips, and her knees all jutted out of the tree, but her skin was rendered ashen, her body covered in molten marks like burning wood. She gasped, and then started to moan instead of scream. The tree burrowed into the ground below, and grew far above out of the roof. “Ruby…” The maiden whispered in a voice, a voice so inhuman, yet so beautiful. Ruby spewed on the floor from her cocks, all the other monsters surrounded fell to their knees in pitiful orgasms. Ruby grabbed Weiss’s hand, and approached.  
“M-master?” Ruby asked, nervous to speak once again to the tree. The roots must have grown fast. All they need do was reach the sewers far, far below, down in the city, and they would connect with the ones down in the jungle.  
“You’ve done well. In exchange for your service, I wish to grant you a gift. I shall give you, an empire. I care little for maintaining a world, I need only consume and grow, but you have made such a beautiful thing by converting friends instead of killing them. I grant you your world.” The maiden spoke the words of the tree. Penny nodded along, as the voice of Friend was finally given a throat to speak through.  
Ruby bowed to the tree, and let the roots be planted on her head. The smog washed over her. She screamed until her voice turned demonic. Her skin was pigmented by the smog, dyed darker and darker, until her skin was ashen, dark as thick smoke. Her skin cracked into glowing red symbols, molten like the debris of a raging fire. Over the left half of her face, her skull grew out, and gave her a Grimm mask over those eyes, with four sinister eye slits, so complicated and terrible. Her arms grew out boney pauldrons, spiked and tremendous, with red markings curling around it into complicated rose symbols. The bone plates grew out from her thighs, legs, and slightly down her arms. The whites of her eyes turned pure black, with her exposed eye remaining as silver as her true power, and the eye behind the mask glow red. A gorget grows around her neck, black obsidian bone to cover and protect her. Her cocks grow out further, thicker, covered in tiny armor plates of obsidian, with the markings of red along them. She grins, and turns down to Weiss.  
She takes the hand of her princess, holds it tight, and lets the smog lightly touch her. The hand where she graced her mate turned dark grey. Her legs burst into fur, and her feet ended in paw pads. Below her original breasts, a smaller set grew, and below that, the smallest yet. A bead of milk shivered from each. Ruby removed her head, fire humming from her neck hole, and samples each. Weiss moans in glee.  
Ozpin stares quietly, like it was nothing. The smog rolls out from the tree at all parts, and inevitably, fills the skies of Beacon.

The survivors will breath it, surely.

Slowly, they will turn as well.

All other trees will no doubt be snuffed out by the ghastly smoke, eaten, while humans will be spared, converted into useful tools for the empire being built.

It was the Grimm Dawn.


	2. Appendix

Appendix

The Kingdom of Grimm  
Land of Smog and Corruption, where the light shan’t shine

Queen of The Grimm  
Ruby Rose  
\- Queen of The Grimm, chosen one of The Grimm Tree, the Eclipse of Humanity. Feared, respected, lusted for, loved, she is considered the mightiest of all.  
\- Adores Weiss above all else.  
\- Grimm Hell Hound, Manticore, Dullahan

Mangus Vicar  
Weiss Schnee  
\- Princess, grand chancellor, and mate of Queen Ruby’s. She is considered the head of the church by title, and is respected and adored.  
\- Arctic Fox, Inari

 

Head Servant  
Nora Valkyrie  
\- The head of all servants. Is programmed and capable of maintain Ruby’s palace.  
\- Puppet, Dark Valkyrie

Witch of The Night  
Glynda Goodwitch  
\- High power of the night. Works to keep the tree functioning and healthy along with Penny.   
\- She often employs her massive lower body as a throne for Queen Ruby.  
\- Apophis, Queen Slime

Hand of The Queen  
Yang Xiao Long  
\- The mighty Hand of the Queen. Sees to it that Ruby’s commands are dealt. Is tasked with keeping all other forces in line, along with Raven.  
\- Ryu

Overseer  
Blake Belladonna   
\- Commander of many city-level matters that needn’t trouble a queen. Controls many matters of city quality.  
\- Nekomata

Mistress of the Guards  
Pyrrha Nikos  
\- The feared and mighty captain of Ruby’s Guards. Patrols the cities with her soldiers, and is known for being merciless. Her prison of pets is ever growing.  
\- Minotaur, Medusa

And her pet  
Finest Cow, Joana Arc  
\- Pyrrha’s infamous pet. A slutty cow girl who at times remembers when she was an up and coming hunter. She forgets when she is being milked or bred.  
\- Cowgirl, Bicorn

Mistress of Seed  
Penny Polendina  
\- Original bearer of The Grimm Seed. Now, a well-regarded member of the Seed Church Worshipped for her might.   
\- Whenever The Grimm Tree’s speech lowers beyond a whisper, Penny is capable of communicating with it.  
\- Oomukado, Aulrune

 

The Queen’s Guard  
Captain  
Coco Adel  
\- Well regarded captain of The Queen’s Guard. A ferocious, if gorgeous woman.  
\- Is bound to Velvet as her summon  
\- Chimer, Familiar, Ignis

Velvet Scarlatina  
\- Prized member of Coco’s guard forces. Often found bending over for Coco with little hesitation.

Mistress of Spies, and the skies,  
Cinder  
\- Scourge of the skies. A maiden as dark as the fog that fills the air.  
\- Her flames are said to cause intense lust.  
\- Succubus, Salamander  
And her loyal servants

Neopolitan   
\- Mysterious spy for Velvet’s forces. Rumored to be everywhere at once.  
\- Ice elemental, Slime

 

Emerald Sustrai  
\- Prized flier of Cinder’s. Often found perching on Cinder’s shoulder.  
\- Harpy, Tanuki

Grimm Army  
General Winter Schnee  
\- Organizer of Ruby’s mighty army. Took promotion from her previous job with immense satisfaction.   
\- Arachne, Glacies

The Knight of Dusk   
Raven Branwen  
\- Mighty maiden of the knights. Feared and respected.  
\- Quetzaquatol

Qrow  
\- Stupefied pet. Controls the books of Ruby’s Library, is used often.  
\- Oni, Specter, Lich

 

 

Paint my skies ‘o grey,  
And help me find my way.  
Taint my breath to smog,  
Help me to embrace fog.  
I want to be a monster unclean,  
So save me, my dearest Queen.  
Deprave me.

**Author's Note:**

> See more and request your piece of shit waifus at saltyteafutas.tumblr.com !!!


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